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 such Tax is a result of any
 connection between Lessee or the
 Aircraft, the Airframe, any Engine
 or any Part or any interest in any
 thereof with the jurisdiction
 imposing the Tax, including,
 without limitation, any one or more
 of the following: (A) the
 registration, use, operation, or
 presence of the Aircraft, the
 Airframe, any Engine or any Part or
 any interest in any thereof in the
 jurisdiction imposing the Tax, or
 (B) the incorporation or other
 organization of Lessee or any
 Specified Person under the law of
 the jurisdiction imposing the Tax,
 or (C) the management, residence,
 presence, place of business, acts,
 activities or transactions of
 Lessee or any Specified Person in
 the jurisdiction imposing the Tax,
 or (D) the payment of any amount
 payable by or for the account of
 Lessee or any Specified Person
 pursuant to any Transaction
 Document in or from the
 jurisdiction imposing the Tax; or

 (b) Taxes imposed with respect to any
 period commencing (and, in the case
 of (i), ending) or event occurring
 (i) prior to the Delivery Date or
 (ii) after the Final Expiry Date
 and in either case, unrelated to
 Lessor's dealings with Lessee with
 respect to the transactions
 contemplated by this Agreement; or

 (c) any Tax imposed by any Government
 Entity in the Country of
 Registration on or with respect to
 the sale, assignment, transfer or
 other disposition of all or any
 part of (i) Lessor's or Owner's
 right, title and interest in the
 Aircraft or this Agreement, (ii)
 any Tax Indemnitee's interest in
 Lessor or any Transaction Document
 and (iii) any Financing

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